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| Rita Hayworth | |
| Victor Mature | |
| John Sutton | |
| Carole Landis | |
| James Gleason | |
| Phil Silvers | |
| Mona Maris | |
| Walter Catlett |
Near the end of the 19th century, Indiana teen Paul Dresser runs away from home to become a musician. He ends up with a traveling medicine show, where vaudeville star Sally Elliott borrows one of Paul's tunes for her act. Moving to New York City to become Sally's primary songwriter and boyfriend, Paul's early success quickly changes his personality. Romantic interest from the glamorous (and married) Countess Rossini complicates matters further.
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